The khaki colored mare barely heard anything around her, her form slumped in the stiff command chair. She found it impossible to focus on the screens before her, her mind still whirling from the events of the last night and what it cost the Agency, and her. It had just been a routine check, nothing like that was supposed to happen!!

But it had. The final member of "The Six" was dead, the legendary hero Lady Sparkle the Wise, Mistress of Magic. That didn't hit her nearly as hard as the other news. Her elder brother sacrificed himself to ensure that the imps could not steal her mind before she died. Reports, reports she confirmed personally, showed evidence that he destroyed a Brain-worm Gem the wrong way, then activated the "final option" she designed into his armour. The omega wings

She shuddered and hugged herself, but she was out of tears. The losses to the Agency were catastrophic. A majority of their senior members were dead, so many of them friends and colleagues she'd worked with for years, and those few that survived were in terrible shape. She highly doubted many of them would be able to re-enter service even after the healers were done. The Imps had mounted such a huge raid, all to kill one pony.

"Equestria to Clockwork," the stallion at her side hissed.

"Not now Scan." She answered dejectedly.

"Wake up Clockwork, Princess on deck."

"Huh?" Clockwork answered intelligently, and her head snapped up. She found herself eye to eye with a white pelted mare easily 4 times her size with a mane of soft colors that floated in an unseen wind.

"Princess Celestia!!" Clockwork cried, and literally fell out of her chair as she scrambled about to bow properly.

"You may stand." The Princess stated, her voice soft, but a pained note reached Clockwork's ears. She carefully stood back up, barely reaching the elder Goddess' stomach, but admittedly Clockwork was small for a full-grown mare. She pushed some of her indigo mane out of her eyes when it suddenly occurred to her that the princess hadn't continued past, but stood there looking at her.

"Come." She instructed, and Clockwork blinked with surprise. She almost didn't follow, watching the Princess walk away, but a nudge from her guard "encouraged" her to keep up. She had to trot to keep up with the Princess' long legs, but she couldn't help but worry as she was flanked by the Princess' personal guard. Would the loss of Lady Sparkle be hard enough on the Princess that she was going to take revenge on her for her brother's deed? There had always been rumors about Princess Celestia and her temper, but Clockwork refused to believe them. A cold shudder worked it's way through her, heedless of her attempts to banish those thoughts to the moon.

The Princess lead her through crowded metal halls to the briefing room, where they would usually plan their large raids on Imp controlled territory. The walls were plastered with maps of every shape and size, and a large table she helped design in the middle, which had a video monitor that could change the map structure and display almost any information in real time. Far more surprising to the mare were the ponies at the table, and her eyes registered each one in turn.

Princess Luna sat at the head, lavender pelt with indigo markings easily seen, silver-blue hair threatening to fall into her face. The Agency was Princess Luna's personal project to protect Equestria ever since the first "Specials" appeared, and the Imps with them, thus Luna was an infrequent resident of the chair she was settled in presently.

To her left was the legendary hero, the pegasus Ultrapony. He was a statuesque white stallion with a square jaw and a shimmering multi-hued mane. There was a time that Clockwork had a filly-hood crush on the handsome pegasus, but then she met him as part of the Agency, and realized he was a walking ego who thought he was Celestia's gift to every mare on four legs. It had not been a pleasant experience for Clockwork.

To Ultrapony's left was Thunderhooves. One of the rare Bison to become a Special, his ability to call and control thunder made him a force to be reckoned with. He was practically a legend in his own right. With a dark brown pelt and wide horns, he towered over everypony at the table, even Princess Celestia. Rumor had it he inherited the name from his father, who inherited it from his father, who inherited it from his father, who inherited it from his father .

The unicorn mare to his left sat passively at the end of the table. Clockwork recognized her by the name of Tome and, since Lady Sparkle's passing, Tome would now be the most powerful mage in Equestria, short of the Princesses of course. She had a powder-blue pelt with silvery hair, over which she chose to wear a purple cloak and conical hat covered in stars. Clockwork heard rumor once that she and Lady Sparkle had an intense rivalry, but Tome looked far too young for that to be true.

On the other side of the table, on Luna's right, was Ironjaw. This was a pony Clockwork knew well, and had worked with many times. Ironjaw was a brash and extremely friendly stallion, but he was also a powerhouse with a silvery metal pelt and black steel mane. He was literally made of metal, thanks to his Special gift.

The final individual was another mare, but one Clockwork didn't recognize at all. Her eyes lacked pupils, which immediately gave the small mare the creeps. She was clad in a head to hoof bodysuit that hid all but a few small holes for her eyes and mouth, hinting that her pelt was a pure white. The bodysuit was deep purple color, with slashes of white flaring through it in a most unusual pattern.

"Clockwork," Celestia stated in an oddly formal voice, causing the short mare to lift her head up to look at the Princess, "The spot at the end of the table is yours."

"ME?!?" the mare choked.

"You CANNOT be serious." Ultrapony jumped in.

"That tiny thing? I would worry she would break in battle," Thunderhooves chimed in. Tome just snorted derisively.

"You underestimate Clockwork Key," Ironjaw argued loudly as he used her full name.

"Simple," Luna said with a smile Clockwork recognized, she always used it when she was about to prove someone wrong, "Her brother is the late Warpony."

"I hardly see what difference that makes," Ultrapony insisted.

"I do," Thunderhooves spoke up, and Clockwork started, surprised, "I worked with Warpony once. He confided in me that he did not make his own armour. I suspect that Princess Luna would not invite his sister unless she had a hand in it's invention."

"That is partially correct, ya?" Ironjaw spoke up, his smile widening, "I worked with Warpony for many years, ya? He was good with gadgets, but his kid sister she was the real genius behind the Warpony armour!" Clockwork flushed warmly at the praise.

"What, is she going to make US armour? I hardly see the necessity," Ultrapony scoffed.

"No." Clockwork finally stated, drawing the group's attention, "No, but I can make armour for MYSELF."

"That's exactly what I hoped you would say." Princess Celestia whispered.

"Welcome to the team, Clockwork," Princess Luna said with a smile, "This is a team I will personally oversee, and given what just happened, I suspect you want to even the score with the Imps."

Clockwork barely remembered the meeting after the moment she took the final seat. There was a lot of back and forth, but most of it was going right past her. Instead her mind buzzed on the technical aspects of a new power-suit, focusing on weapon systems and load-outs and how take advantage of her smaller size. With her brother, the suit was able to compliment his superior size and strength. She was the exact opposite, she'd need to capitalize on speed and maneuverability. Maybe those hard light shields she'd been experimenting .

"CLOCKWORK!" someone at the table shouted, and she literally fell off the chair she'd been sitting on.

"Now that we have your attention!" Ultrapony thundered angrily. Tome giggled haughtily, leading a soft round of laughter that rippled down the table, even as Clockwork's cheeks reddened.

"To conclude," Princess Luna wrapped up, tapping her hoof on the table, "For now, operational leader is Ultrapony. Thunderhoof, you're his second. You have 2 weeks in your home territory before you'll be visited by myself or Princess Celestia to transported to Canterlot, where you'll be based out of for the time being."

"Is that not a fair distance from the front lines?" Thunderhooves asked in a pleasant, rumbling tone that Clockwork found oddly soothing.

"Yes, it is," Luna answered with that grin of hers again, and folded her hooves in front of her, "That's because I'm going to personally oversee your training as a cohesive unit. Any of you ponies who can't handle it, for ANY reason, will be dismissed and we'll activate one of your back-ups."

"Are you sure you haven't already?" Ultrapony scoffed, glancing back to Clockwork.

"She's sitting in Warpony's slot, and Warpony had already informed me that they would be a matched pair," Luna said resolutely, which caught Clockwork by surprise.

"Why, so he could keep an eye on his kid sister?"

"No," Luna smiled, "Repair and logistics. She repaired the armour, upgraded it, and ran over half the systems remotely. That means, like it or not, Clockwork would have been on the team."

"I I would have?" Clockwork asked, startled.

"Excellent!!" Ironjaw crowed, "They were always a fantastic team, ya? I look forward to seeing what she can do in the field!"

"Great, we got stuck with the sidekick," Ultrapony muttered.

"You are all dismissed. We will meet back in 2 weeks at your new home and training center," Luna ordered, and the various ponies got up from their seats. Tome just trotted out of the meeting room, nose stuck up in the air so high it's a wonder she didn't hit the ceiling. Ultrapony was just as bad, flicking his wings irritably and giving Clockwork a derisive look as he exited.

"My condolences." Thunderhooves rumbled, surprising Clockwork, and dipped his head slightly, "Warpony was an honorable and kind stallion, and I am honored to have known him. He has brought much honor and pride to his ancestors." He intoned, then left, having to struggle to fit through the pony-sized door.

A massive hoof landing on her shoulder startled her out of her reverie as she looked up to Ironjaw, the metallic pony grinning ear to ear. "I am SO glad they brought you onboard Little Key!" he cried, causing her to laugh like a filly as he paused to hug her.

"You're the only pony to call me that anymore," Clockwork admitted.

"I will have plenty more chances then, ya?" he teased with a wink, "Do not let them get to you. You will fit in just fine Little Key." With that, the steel pony trotted out of the room, leaving only the two Princesses, Clockwork, and the unknown pony to Clockwork's right.

"Galaxi, what did you glean?" Luna asked, startling Clockwork as the other Princess closed the door.

The strange pony began to speak with a voice that seemed oddly ethereal and distant, "Ultrapony cares nothing but for his own ego, but there is an anger I cannot find the root of. Tome thinks only of advancing her own name, and sees this as a manner to outshine her late rival. Thunderhooves is honored but uncertain, he is too used to working alone, and he worries about his aged father. Ironjaw is simple in his eagerness for battle. Clockwork " and Clockwork swallowed visibly, " her mind works too quickly for me to track easily most of the time, but was pleasant to listen to."

"W-what?" Clockwork asked softly.

"This is Galaxi." Luna stated with a smile as she got to her hooves, "She's a psychic. She will be filling the role you're so used to playing for your team. I suspect you both will be working closely a great deal, since you are accustomed to what needs to be done, and Galaxi has an ability that makes her 'transmissions' completely untraceable. Galaxi, simply keep tabs on them until we reform in two weeks. I'm not terribly happy with Ultrapony, he has too much swagger for my tastes, but he's one of the best around and came highly recommended. As for Tome, we need a powerful mage on the team."

"She would turn it down." Galaxi stated certainly, "Her magic is based too heavily on the area she is in, and she has a strong connection to the Whitetail Wood. In addition, she considers herself a druid, not a wizard."

"I did say she was a bit strange," Clockwork admitted, "She still insists she follows the teachings of Fluttershy the Caretaker."

A white wing interrupted more conversation, and Clockwork realized it had partially circled her from behind. She was unsettled and found her nervousness rising when she remembered who owned the wing, indeed wondering why the Princess waited through the entire meeting just to speak with her.

"Let's give them some space Galaxi." Luna said with a sad knowing smile, and escorted the unusual mare out of the briefing room, letting the door close with an authoritative clunk behind them.

"We both lost someone important to us in that attack." Celestia told her softly, now alone with the diminutive Clockwork.

"Y-you mean Lady Lady Sparkle?" Clockwork asked carefully.

Celestia nodded, "Yes. I was hoping you could tell me tell me what she was like in the end."

"I I don't understand."

Celestia smiled sadly, "It was her idea. It was the only way she felt she could be free to act with Luna's Agency. If everyone thought we had a fight and no longer saw eye to eye, they wouldn't try to use her to get to me."

"Wait, you mean ?!?"

"She was like a daughter to me," the Princess said softly, her eyes starting to tear up, "and being what I am, I cannot have my own children. I was a second mother to her, I mentored her since she was but a filly. Her magic was incredible, and even more-so from the . From what she carried inside."

"I I'm so sorry Princess." Clockwork managed.

"What was she like, in the end?" She asked softly, "You and your brother had the most interactions with her that I could find."

"My brother more then me." She admitted sheepishly.

"I cannot very well ask this of your brother," Celestia pointed out, causing Clockwork to cringe, that wound still horribly fresh. "I apologize, that was unnecessarily cruel of me."

"It It's alright Princess. To understand our connection with Lady Sparkle we " she started, taking a deep breath, "I have to tell you about how we first met her, back when 'The Six' were still the premier heroes of Equestria. My father, my brother, and I were out watching a falling star on a warm summer night ."

Hey, just wanted to give ask you if you've considered putting this on other sites (fimfiction, google docs, etc) Because unfortunately, people like myself who generally use other utensils to read fanfiction have a MUCH harder time converting this to a normal document which they can read offline, as deviantart only allows for downloads as a html document. Obviously I don't want to try and force you into putting this elsewhere, but if you could that would be much appreciated

Unfortunately, no. With "book 2" I did cross post it to Google Documents (a link is in each comments section there), however the older ones I posted in HTML format due to the DA limitations. As for Fimfiction, I refuse to post there, primarily based on some of the fiction they do accept.

At present, I have no plans for cross-posting the older stories. But the newer ones are being cross posted with Google Docs.

The newer ones are "book 2", which picks up after the conclusion of Book 1. While not necessary, I try to give a brief synopsis, there are a lot of details that would be lost without it, unfortunately. Sorta like coming in on "The Empire Strikes Back" without having seen the first movie...

I can't resist it any more, I must say it.....AVENGERS, ASSAMBLE!!!!So let me getin this stright:your characters, despised being heavly based by the Marvel and DC super heroes, I can really say that they will have their original quirks, origins, reasons, etc.so the list goes like this:Clockwork/Iron-mare= Iron-ManWarpony=War-MachineThunderhooves=ThorTrixie/Tome=Scarlet WitchIronjaw=ColosusGalaxi=Jean Grey/PhoenixUltrapony=Superman???(C-C-C-C-COMBO BREAKER!!!!), the only time a superman have the name of Ultraman was in the Multiverse 3 when The Justice leage was the Crime Sindicate, the super heroes were vilians and the villians super heroes, I still can't belive that the Joker's equivalent in that universe did a rather good job at defending the people despise the problems they had in there

*LOL* A few people made that comparison, but honestly the only conscious choice was Warpony - Ironman and Ironjaw - Collossos. Ultrapony as Superman came about power-wise. Thunderhooves is revealed later to be quite different from Thor (If you need a comparison, the 2nd stringer from the New Mutants, Richter, is as close as you can get), Clockwork's own armour comes out VERY different from her Brother's (again, I have some advanced knowledge. )and Trixie is probably more like Doc Strange or Doc Fate then Scarlet Witch.

While amusing, you're a bit off. I actually pulled just from some general ideas. While I can see the Warpony/Clockwork - Ironman angle (Warpony more then Clockwork), and there is a possible comparison from Ironjaw = Colossus, the rest I made up. (Tome's reveal in late Chapter 2 will solidify where her inspiration came from. )